Common use of Conditions Precedent to Obligations of Purchaser and Sellers Clause in Contracts

Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers to consummate the Transactions are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived by Purchaser and Sellers in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any Order by a Governmental Body of competent jurisdiction restraining (including the Bankruptcy Court), enjoining or otherwise prohibiting the consummation of the transactions contemplated hereby; (b) the Bankruptcy Court shall have entered the Bidding Procedures Order, and the Bidding Procedures Order shall be a Final Order; and (c) the Bankruptcy Court shall have entered the Sale Order by the Termination Date, and the Sale Order shall be a Final Order.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Sonendo, Inc.), Asset Purchase Agreement (Biolase, Inc)

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Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers to consummate the Transactions transactions contemplated by this Agreement are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived by Purchaser and Sellers in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any Order by a Governmental Body of competent jurisdiction restraining (including the Bankruptcy Court)restraining, enjoining or otherwise prohibiting the consummation of the transactions contemplated hereby; (b) the Bankruptcy Court shall have entered the Bidding Procedures Order, and Sale Order substantially in the Bidding Procedures form of the Sale Order shall be a Final Ordersubmitted to the Bankruptcy Court pursuant to Section 7.3; and (c) the Bankruptcy Court waiting period applicable to the transactions contemplated by this Agreement under the HSR Act shall have entered the Sale Order by the Termination Date, and the Sale Order expired or early termination shall be a Final Orderhave been granted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Foot Locker Inc)

Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers to consummate the Transactions transactions 36 contemplated by this Agreement are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived by Purchaser and Sellers in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any Order by a Governmental Body of competent jurisdiction restraining (including the Bankruptcy Court)restraining, enjoining or otherwise prohibiting the consummation of the transactions contemplated hereby; (b) the Bankruptcy Court shall have entered the Bidding Procedures Order, and Sale Order substantially in the Bidding Procedures form of the Sale Order shall be a Final Ordersubmitted to the Bankruptcy Court pursuant to Section 7.3; and (c) the Bankruptcy Court waiting period applicable to the transactions contemplated by this Agreement under the HSR Act shall have entered the Sale Order by the Termination Date, and the Sale Order expired or early termination shall be a Final Orderhave been granted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Footstar Inc)

Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers to consummate the Transactions are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived in writing by Purchaser and Sellers in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any Order by a Governmental Body of competent jurisdiction restraining (including the Bankruptcy Court)restraining, enjoining or otherwise prohibiting the consummation of the transactions contemplated hereby;Transactions; and (b) the Bankruptcy Court shall have entered the Bidding Procedures Order, and the Bidding Procedures Order shall be a Final Order; and (ci) the Bankruptcy Court shall have entered the Sale Order by and (ii) the Termination Date, Sale Order shall have become a Final Order (provided that Seller shall be deemed to have automatically waived the requirement under clause (ii) unless (and then only for so long as) the Sale Order shall be subject to a Final Orderstay); and (c) the waiting period applicable to the Transactions under the HSR Act shall have expired or early termination shall have been granted.

Appears in 1 contract

Samples: Asset Purchase Agreement

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Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers to consummate the Transactions transactions contemplated by this Agreement are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived by Purchaser and Sellers Seller Representative in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any Order by a Governmental Body of competent jurisdiction restraining (including the Bankruptcy Court)restraining, enjoining or otherwise prohibiting the consummation of the transactions contemplated hereby;; and (b) the Bankruptcy Court shall have entered the Bidding Procedures Order, and the Bidding Procedures Order shall be a Final Order; and (c) the Bankruptcy Court shall have entered the Sale Order by the Termination Date, in form and substance reasonably satisfactory to LBSF and Purchaser and any stay period applicable to the Sale Order shall be a Final Orderhave expired or shall have been waived by the Bankruptcy Court.

Appears in 1 contract

Samples: Note and Equity Purchase Agreement

Conditions Precedent to Obligations of Purchaser and Sellers. The respective obligations of Purchaser and Sellers to consummate the Transactions are subject to the fulfillment, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived by Purchaser and Sellers in whole or in part to the extent permitted by applicable Law): (a) there shall not be in effect any Order by a Governmental Body of competent jurisdiction restraining (including the Bankruptcy Court)restraining, enjoining or otherwise prohibiting the consummation of the transactions contemplated herebyTransactions; (b) the Bankruptcy Court shall have entered the Bidding Procedures Sale Order and Agency Order, in form and the Bidding Procedures substance reasonably acceptable to Sellers and Purchaser, and such Sale Order and Agency shall be a Final Ordereach have become final, non-appealable Orders; and (c) the Bankruptcy Court waiting period applicable to the Transactions under the HSR Act shall have entered the Sale Order by the Termination Date, and the Sale Order expired or early termination shall be a Final Orderhave been granted.

Appears in 1 contract

Samples: Asset Purchase Agreement

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